Common use of Financial Reports and Regulatory Filings Clause in Contracts

Financial Reports and Regulatory Filings. (1) The Company has Previously Disclosed complete and correct copies of (A) its consolidated audited financial statements (including any related notes and schedules thereto and the signed, unqualified opinion of Xxxxx Xxxxxxx LLP, its independent auditor) for the years ended December 31, 2015 and 2016, and (B) its consolidated unaudited balance sheet and statements of income, comprehensive income (loss) and changes in shareholders’ equity as of and for the nine (9) month period ended September 30, 2017 and it will provide Parent reasonably promptly after it becomes available with similar customary audited year end and unaudited interim financial statements (including any related notes and schedules thereto) for each of the quarterly and annual periods ended thereafter (including without limitation, audited financial statements for the fiscal year ended December 31, 2017) and any partial quarter period prior to the Closing (all of the foregoing audited and unaudited financial statements referred to collectively as the “Company Financial Statements”). Each of the statements of financial position (or equivalent statements) included in the Company Financial Statements (including any related notes and schedules) fairly presents or will fairly present in all material respects the Company’s financial position and that of its Subsidiaries on a consolidated basis as of the date of such statement, and each of the statements of income, comprehensive income and changes in shareholders’ equity and cash flows included in the Company Financial Statements (including any related notes and schedules thereto) fairly presents or will fairly present in all material respects, the results of operations, changes in shareholders’ equity and changes in cash flows, as the case may be, of the Company and its Subsidiaries on a consolidated basis for the periods to which those statements relate, in each case in accordance with GAAP consistently applied during the periods involved, except in each case as may be noted therein, and, with respect to the Company Financial Statements for the quarter ended and as of September 30, 2017 and any quarter ending after the date hereof, subject to normal year-end audit adjustments and the absence of notes to such Company Financial Statements.

Financial Reports and Regulatory Filings. (1) The Company has Previously Disclosed true, complete and correct copies of (A) its consolidated audited financial statements (including any related notes and schedules thereto and the signed, unqualified opinion of Hacker, Xxxxxxx & Xxxxx Xxxxxxx LLPPA, its independent auditor) for the fiscal years ended December 31, 2014, 2015 and 2016, and (B) its consolidated unaudited balance sheet and statements of income, comprehensive income (loss) and changes in shareholders’ equity as of and for the nine (9) month period ended September 30, 2017 and it (the “Historical Financial Statements”). From the date of this Agreement until the Closing Date, the Company will provide Parent reasonably Parent, (x) as promptly after it becomes available with as practicable, but in no event later than the twentieth (20th) day following the end of the relevant calendar month, similar customary audited year end and quarterly unaudited interim consolidated financial statements (including any related notes and schedules thereto) for each such calendar quarter or (y) as promptly as practicable, but in no event later than the seventy-fifth (75th) day following the end of the quarterly relevant calendar year, customary audited year-end consolidated financial statements (including any related notes and schedules thereto) for the annual periods ended thereafter (including without limitation, audited financial statements for the fiscal year ended December 31, 2017) and any partial quarter period prior to the Closing (all of the foregoing audited and unaudited financial statements statements, including the Historical Financial Statements, referred to collectively as the “Company Financial Statements”). Each of the statements of financial position condition (or equivalent statements) included in the Company Financial Statements (including any related notes and schedules) fairly presents or will fairly present in all material respects the Company’s financial position and that of its Subsidiaries on a consolidated basis as of the date of such statement, and each of the statements of income, comprehensive income and changes in shareholders’ equity and cash flows included in the Company Financial Statements (including any related notes and schedules thereto) fairly presents or will fairly present in all material respects, the results of operations, changes in shareholders’ equity and changes in cash flows, as the case may be, of the Company and its Subsidiaries on a consolidated basis for the periods to which those statements relate, in each case in accordance with GAAP consistently applied during the periods involved, except in each case as may be noted therein, and, with respect to the Company Financial Statements for the quarter ended and as of September 30, 2017 and any quarter month ending after the date hereof, subject to normal year-end audit adjustments that are not material in nature and amount and the absence of notes to such Company Financial Statements.

Financial Reports and Regulatory Filings. (1) The Company has Previously Disclosed complete and correct copies of (A) its consolidated audited financial statements (including any related notes and schedules thereto and the signed, unqualified opinion of Xxxxx Xxxxxxx RSM US LLP (f/k/a McGladrey LLP), its independent auditor) for the years ended December 31, 2015 2013, 2014 and 20162015, and (B) its consolidated unaudited balance sheet and statements of income, comprehensive income (loss) and changes in shareholders’ equity as of and for the nine three (93) month period ended September 30March 31, 2017 and 2016; it will provide Parent reasonably promptly after it becomes when available with similar customary audited year year-end and unaudited interim financial statements (including any related notes and schedules thereto) for each of the quarterly and annual periods ended thereafter (including without limitation, audited financial statements for the fiscal year ended December 31, 2017) and any partial quarter period prior to the Closing (all of the foregoing audited and unaudited financial statements referred to collectively as the “Company Financial Statements”). Each of the statements of financial position (or equivalent statements) included in the Company Financial Statements (including any related notes and schedules) fairly presents or will fairly present in all material respects the Company’s financial position and that of its Subsidiaries on a consolidated basis as of the date of such statement, and each of the statements of income, comprehensive income and changes in shareholders’ equity and cash flows included in the Company Financial Statements (including any related notes and schedules thereto) fairly presents or will fairly present in all material respects, the results of operations, changes in shareholders’ equity and changes in cash flows, as the case may be, of the Company and its Subsidiaries on a consolidated basis for the periods to which those statements relate, in each case in accordance with GAAP consistently applied during the periods involved, except in each case as may be noted therein, and, with respect to the Company Financial Statements for the quarter ended and as of September 30March 31, 2017 2016 and any quarter ending after the date hereof, subject to normal year-end audit adjustments and the absence of notes to such Company Financial Statements.

Financial Reports and Regulatory Filings. (1) The Company has Previously Disclosed and made available to Acquirer complete and correct copies of (A) its consolidated audited financial statements (including any related notes and schedules thereto and the signed, unqualified opinion of Xxxxx Xxxxxxx LLP, its independent auditor) for the fiscal years ended December 31, 2015 and 2016, 2017 and 2018 and the following unaudited financial statements: (i) consolidated and consolidating balance sheets and income statements of the Company as of December 31, 2019 and for Table of Contents the twelve (12) months then ended, (ii) holding company only balance sheets and income statements of the Company as of December 31, 2019 and (Biii) its consolidated unaudited balance sheet a statement of condition and statements statement of income, comprehensive income (loss) and changes in shareholders’ equity of the Company Bank as of December 31, 2019 and for the nine twelve (912) month period ended September 30months then ended. From the date of this Agreement until the Closing Date, 2017 and it the Company will provide Parent reasonably to Acquirer (x) as promptly after it becomes available with as practicable, but in no event later than the thirtieth (30th) day following the end of the relevant calendar month, similar customary audited year end and unaudited interim financial statements (including any related notes and schedules thereto) for each of the quarterly periods ended thereafter or (y) as promptly as practicable, but in no event later than the ninetieth (90th) day following the end of the relevant calendar year, customary audited year-end consolidated financial statements (including any related notes and schedules thereto) for the annual periods ended thereafter (including without limitation, audited financial statements for the fiscal year ended December 31, 2017) and any partial quarter period prior to the Closing (all of the foregoing audited and unaudited financial statements are referred to collectively as the “Company Financial Statements”). Each of the balance sheets or statements of financial position (or equivalent statements) condition as included in the Company Financial Statements (including any related notes and schedules) fairly presents or will fairly present in all material respects the Company’s financial position and that of its Subsidiaries on a consolidated basis as of the date of such statement, and each of the statements of income, comprehensive income income, and changes in shareholdersstatements of stockholders’ equity and cash flows or equivalent statements included in the Company Financial Statements (including any related notes and schedules theretoschedules) fairly presents or will fairly present in all material respects, respects the consolidated or unconsolidated results of operations, comprehensive income, changes in shareholdersstockholders’ equity and changes in cash flows, as the case may be, of the Company and its Subsidiaries on a consolidated basis for the periods to which those statements relateset forth therein, in each case in accordance with GAAP consistently applied during the periods involved, except in each case as may be noted therein. Xxxxx LLP, and, with respect to who have certified certain financial statements of the Company Financial Statements for and its subsidiaries, are independent registered public accountants as would be required by the quarter ended and United States Securities Act of 1933, as of September 30, 2017 and any quarter ending after amended (the date hereof, subject to normal year-end audit adjustments “Securities Act”) and the absence rules and regulations of notes to such Company Financial Statementsthe SEC thereunder.

Financial Reports and Regulatory Filings. (1) The Company has Previously Disclosed complete and correct copies of the Company’s audited balance sheets and statements of income, cash flows, and stockholders equity (Aincluding, in each case, any notes thereto) its consolidated audited financial statements (including any related notes as of and schedules thereto and the signed, unqualified opinion of Xxxxx Xxxxxxx LLP, its independent auditor) for the years ended ending December 31, 2015 and 2016, 2016 (the “Prior Audited Financial Statements”) and (B) its consolidated the Company’s unaudited balance sheet sheets and statements of income, comprehensive income cash flows and stockholders equity (lossincluding, in each case, any notes thereto) and changes in shareholders’ equity as of and for the nine (9) month period ended September 30years ending December 31, 2017 and it will provide Parent reasonably promptly after it becomes available with similar customary audited year end and unaudited interim financial statements (including any related notes and schedules thereto) for each of the quarterly and annual periods ended thereafter (including without limitation, audited financial statements for the fiscal year ended December 31, 20172018 (the “Unaudited Financial Statements”). The Company will use reasonable best efforts to provide Purchaser within seventy five (75) days following the date hereof with audited balance sheets and any partial quarter period prior to statements of income, cash flows, and stockholders equity for the Closing years ending December 31, 2017 and December 31, 2018, along with signed, unqualified opinions of CliftonLarsenAllen LLP, the Company’s independent auditor, with respect thereto (all of the foregoing audited “Audited Financial Statements”, together with the Prior Audited Financial Statements and unaudited financial statements referred to collectively as Unaudited Financial Statements, the “Company Financial Statements”). Each of the statements of financial position (or equivalent statements) included in the Company Financial Statements (including any related notes and schedules) fairly presents or will fairly present in all material respects the Company’s consolidated financial position and that of its Subsidiaries on a consolidated basis the Company as of the date of such statement, and each of the statements of income, comprehensive income and (loss), changes in shareholders’ equity and cash flows included in the Company Financial Statements (including any related notes and schedules theretoschedules) fairly presents or will fairly present in all material respects, respects the consolidated results of operations, comprehensive income (loss), changes in shareholders’ equity and changes in cash flows, as the case may beapplicable, of the Company and its Subsidiaries on a consolidated basis for the periods to which those statements relateset forth in such statement, in each case case, in accordance with GAAP consistently applied GAAP, during the periods involved, except in each case as may be noted therein, and, with respect to the Company . The Audited Financial Statements for will be consistent in all material respects with the quarter ended and as of September 30, 2017 and any quarter ending after the date hereof, subject to normal year-end audit adjustments and the absence of notes to such Company Unaudited Financial Statements.

Financial Reports and Regulatory Filings. (1) The Company has Previously Disclosed complete and correct copies of (Ai) its consolidated audited financial statements (including any related notes and schedules thereto and the signed, unqualified opinion of Xxxxx Xxxxxxx McGladrey LLP, its independent auditor) for the years ended December 31, 2015 2011, 2012 and 20162013, and (Bii) its consolidated unaudited balance sheet and statements of income, comprehensive income (loss) and changes in shareholders’ equity as of and for the nine (9) month period 9)-month periods ended September 30, 2017 2012, 2013 and it 2014. The Company will provide Parent reasonably promptly after it becomes Purchaser when available with similar customary audited year year-end and unaudited interim financial statements (including any related notes and schedules thereto) for each of the quarterly and annual periods ended thereafter (including without limitation, audited financial statements for the fiscal year ended December 31, 2017) and any partial quarter period prior to the Closing as reasonably requested by Purchaser (all of the foregoing audited and unaudited financial statements referred to collectively as the “Company Financial Statements”). Each of the statements of financial position (or equivalent statements) included in the Company Financial Statements (including any related notes and schedules) fairly presents or will fairly present in all material respects the Company’s consolidated financial position of the Company and that of its Subsidiaries on a consolidated basis as of the date of such statement, and each of the statements of income, comprehensive income (loss) and changes in shareholdersstockholders’ equity and cash flows included in the Company Financial Statements (including any related notes and schedules theretoschedules) fairly presents or will fairly present in all material respects, the consolidated results of operations, comprehensive income, changes in shareholdersstockholders’ equity and changes in cash flows, as the case may beapplicable, of the Company and its Subsidiaries on a consolidated basis for the periods to which those statements relateset forth in such statement, in each case case, in accordance with GAAP consistently applied GAAP, during the periods involved; provided, except in each case as may be noted thereinhowever, and, with respect to the that any interim Company Financial Statements for the quarter ended and as of September 30, 2017 and any quarter ending after the date hereof, are subject to normal year-end audit adjustments and lack footnotes and other required presentation items. McGladrey LLP, which has certified certain financial statements of the absence of notes Company and its Subsidiaries, is an independent registered public accountant with respect to the Company as would be required by the Securities Act and the Exchange Act, were such Company Financial Statementsindependence requirements applicable to the Company.